Common use of Contractor Undertakings Clause in Contracts

Contractor Undertakings. The Contractor undertakes with the Authority that for so long as this Agreement remains in full force: it will upon becoming aware that any litigation, arbitration, administrative or adjudication or mediation proceedings before or of any court, arbitrator or Relevant Authority may be threatened or pending and immediately after the commencement thereof (or within twenty (20) Business Days of becoming aware the same may be threatened or pending or with twenty (20) Business Days after the commencement thereof where the litigation or arbitration or administrative or adjudication or mediation proceedings is against a Sub-Contractor) give the Authority notice of such litigation, arbitration, administrative or adjudication or mediation proceedings which would adversely affect, to an extent which is material in the context of the Project, the Contractor's ability to perform its obligations under this Agreement; it will not without the prior written consent of the Authority (and whether by a single transaction or by a series of transactions whether related or not) sell, transfer, lend or otherwise dispose of (other than by way of security) the whole or any part of its business or assets which would materially affect the ability of the Contractor to perform its obligations under this Agreement; it will not cease to be resident in the United Kingdom or transfer in whole or in part its undertaking, business or trade outside the United Kingdom; it will not undertake the performance of its obligations under this Agreement for the provision of the Services otherwise than through itself or a Sub-Contractor; it shall not without the written consent of the Authority (such consent not to be unreasonably withheld or delayed) incorporate any company or purchase or acquire or subscribe for any shares in any company save where such company is involved in the provision of the Services or Works; it shall not without the written consent of the Authority (such consent not to be unreasonably withheld or delayed) make any loans or grant any credit or give any guarantee or indemnity to or for the benefit of any person or otherwise voluntarily or for consideration assume any liability (whether actual or contingent) in respect of any obligation of any other person except in the ordinary course of business and/or as contemplated by the Project Documents, Ancillary Documents and/or Financing Agreements; and it shall not change or cease its business or start any other business which is materially different from that to be carried on by it under this Agreement. Status of Warranties All warranties, representations, undertakings, indemnities and other obligations made, given or undertaken by the Contractor in this Agreement are cumulative and none shall be given a limited construction by reference to any other.

Contractor Undertakings. The Contractor undertakes with the Authority that for so long as this Agreement remains in full force: force:- it will upon becoming aware that any litigation, arbitration, administrative or adjudication or mediation proceedings before or of any court, arbitrator or Relevant Authority may be threatened or pending and immediately after the commencement thereof (or within twenty (20) Business Working Days of becoming aware the same may be threatened or pending or with within twenty (20) Business Working Days after the commencement thereof where the litigation or arbitration or administrative or adjudication or mediation proceedings is against a Subsub-Contractorcontractor) give the Authority notice of such litigation, arbitration, administrative or adjudication or mediation proceedings which would adversely affect, to an extent which is material in the context of the Project, the Contractor's ability to perform its obligations under this Agreement; it will not without the prior written consent of the Authority (and whether by a single transaction or by a series of transactions whether related or not) sell, transfer, lend or otherwise dispose of (other than by way of security) the whole or any part of its business or assets which would knowingly and materially affect the ability of the Contractor to perform its obligations under this Agreement; it will not cease to be resident in the United Kingdom or transfer in whole or in part its undertaking, business or trade outside the United Kingdom; and it will not undertake the performance of its obligations under this Agreement for the provision of the Services otherwise than through itself or a Sub-Contractor; it shall, and shall not without procure that any Contractor Related party shall, carry out the written consent of Works and provide the Authority (such consent not to be unreasonably withheld or delayed) incorporate Heating Services in accordance with the proposals set out in its Tender Response, provided that if there is any company or purchase or acquire or subscribe for any shares in any company save where such company is involved inconsistency between anything contained in the Tender Response and this Agreement, the provisions of this Agreement shall take precedence; it will comply in all respects with the obligations contained in the HCA Funding Agreement at Schedule 14 (HCA Funding Agreement) to this Agreement in so far as the same can be applied to the Contractor’s provision of the Services or WorksWorks and Heating Services. The Contractor shall provide such reasonable assistance to the Authority as shall be required in order that the Authority may comply in full with the requirements of the HCA Funding Agreement; it shall not without will co-operate with the written consent Authority’s reasonable requests for information and/or assistance in relation to the Contractor’s use of the Authority (Premises in accordance with the terms of this Agreement to the extent that such consent not to use may be unreasonably withheld or delayed) make any loans or grant any credit or give any guarantee or indemnity relevant to or for impact upon the benefit Authority’s future use or development of any person part of the Premises or otherwise voluntarily or for consideration assume any liability (whether actual or contingent) in respect of any obligation of any other person except in land neighbouring the ordinary course of business and/or as contemplated Premises by the Project Documents, Ancillary Documents and/or Financing AgreementsAuthority or an Authority Related Party; and it shall, and shall not change or cease its business or start procure that any other business which is materially different from Contractor Related Party shall carry out the Works and provide the Heating Services so that to be carried on by it under this Agreement. Status of Warranties All warranties, representations, undertakings, indemnities and other obligations made, given or undertaken by they comply with the Contractor in this Agreement are cumulative and none shall be given a limited construction by reference to any otherEquality Requirements.